There is a new costumed villain in town, the Green Goblin. After he's perfected his flying broomstick he pays a visit to the recently released Enforcers and offers them the opportunity to get revenge against Spider-Man. He then travels to California to visit B.J. Cosmos, a film director who made it big with his last film "The Nameless Thing From the Black Lagoon in the Murky Swamp". The Goblin offers him his next cinematic spectacular: A movie about Spider-Man.

Returning to New York City, the Green Goblin then circles around the city until he gets the attention of Spider-Man. He makes the film offer with Spider-Man who agrees to participate in it. With the announcement that Spider-Man is going to be in a film, J. Jonah Jameson sends Peter out to Hollywood to cover the story, this worries Betty Brant, because she believes that Peter might fall for some silver screen starlet while he's out in California.

Arriving in California, Peter reports to B.J. Cosmos' studio as Spider-Man, and he, the Green Goblin, and what he believes to be actors resembling the Enforcers are taken to New Mexico for a fight sequence to be filmed in the desert.

There, the Green Goblin reveals his true motives and Spider-Man battles him and the Enforcers across the desert. Their fight takes them into a cave, where Spider-Man easily defeats the Enforcers. However, they stumble upon a hiding place of the Hulk. Spider-Man is forced to defend himself from the jade giant. He uses the Hulk's strength to his advantage, using the Hulk to smash a boulder blocking the exit from the cave.

Spider-Man fails in stopping the Green Goblin from escaping, and hides out until the Hulk leaves the area, he then leaves the Enforcers to be collected by the police. Returning to Hollywood, Spider-Man finds that B.J. Cosmos has decided to can the Spider-Man movie idea in favor of a Hulk movie. When Spider-Man demands payment, he is refused, Cosmos citing the contract he signed that Spider-Man would only get paid if the movie was completed. Peter is then forced to use the rest of his money to bus back to New York. Meanwhile, somewhere in the city the Green Goblin resumes his mysterious civilian guise and begins plotting his next scheme against Spider-Man.